TORONTO, Nov. 5, 2019 /CNW/ - Barkerville Gold Mines Ltd.
(TSXV: BGM) ("Barkerville" or the "Company") is
pleased to announce that Institutional Shareholder Services Inc.,
("ISS") and Glass Lewis and Co., LLC ("Glass Lewis"),
both independent proxy advisory firms that provide voting
recommendations for institutional investors, have recommended that
shareholders vote FOR the Arrangement Resolution in
connection with the proposed plan of arrangement (the
"Transaction") whereby Osisko Gold Royalties Ltd.
("Osisko") will acquire all of the issued and outstanding
shares of Barkerville that it does not already own.
Under the terms of the Arrangement, each shareholder of
Barkerville (excluding Osisko) will receive 0.0357 (the
"Exchange Ratio") of a common share of Osisko for each share
of Barkerville held. The Exchange Ratio implies consideration of
C$0.58 per Barkerville share, based
on the closing price of Osisko shares on the Toronto Stock Exchange
(TSX) on September 20, 2019,
representing a 44% premium based on both companies' trailing 20-day
volume weighted average price (VWAP) as at September 20, 2019. The Exchange Ratio implies a
total equity value of approximately C$338
million on a fully-diluted in the money basis, inclusive of
Barkerville shares held by Osisko.
Upon completion of the transaction, current Osisko and
Barkerville shareholders will hold approximately 91% and 9% of
Osisko shares outstanding, respectively.
The special meeting of Barkerville shareholders to consider the
Transaction will be held on November 15,
2019 at the offices of Fasken Martineau DuMoulin LLP, 333
Bay Street, 24th Floor, Toronto,
Ontario M5H 2T6. Barkerville's special meeting will commence
at 9:30 a.m. (Eastern time).
Shareholders of record as of the close of business on October 15, 2019 will be eligible to vote at the
special meeting.
Favourable ISS and Glass Lewis Recommendations
Both
ISS and Glass Lewis, refer to the strategic rationale for the
Transaction, the significant premium, the ability of Barkerville
shareholders to participate in the potential upside of the Cariboo
Project through ownership of Osisko shares and favourable market
reaction as factors supporting their FOR recommendations.
YOUR VOTE IS IMPORTANT - PLEASE VOTE
TODAY
The Board of Directors recommends that
shareholders vote FOR the Barkerville Arrangement
Resolution.
Submit your vote well in advance of the proxy
deposit deadline of 9:30 a.m.
(Toronto time) on Wednesday November 13, 2019
Shareholder Questions and Voting Assistance
Laurel Hill Advisory Group
North American
Toll-Free: 1-877-452-7148
Collect Call Outside North America: +1-416-304-0211
Email: assistance@laurelhill.com
About Barkerville Gold Mines Ltd.
Barkerville Gold
mines Ltd. is focused on developing its extensive mineral rights
package located in the historical Cariboo Mining District of
central British Columbia.
Barkerville's Cariboo Gold Project mineral tenures cover 1,950
square kilometres; along a strike length of 67 kilometres which
includes several past producing placer and hard rock mines, making
it one of the most well-endowed land packages in British Columbia. Since the management change
in mid-2015, the Corporation has unlocked the fundamental
structural controls of gold mineralization. Barkerville's
brownfields exploration team is focused on developing and
delineating a mineable resource within the 8 kilometers of
principle project area located near the town of Wells, British Columbia. Barkerville's
greenfields team is developing quality exploration assets
throughout the remaining land package through systematic,
scientific, exploration. The operation's team is focused on
completing required studies in order to permit underground mining
on Cow and Island Mountains.
About Osisko Gold Royalties Ltd
Osisko Gold Royalties
Ltd is an intermediate precious metal royalty company that holds a
North American focused portfolio of over 135 royalties, streams and
precious metal offtakes. Osisko's portfolio is anchored by its 5%
NSR royalty on the Canadian Malartic Mine, which is the largest
gold mine in Canada. Osisko also
owns a portfolio of publicly held resource companies, including a
32.6% interest in Barkerville Gold Mines Ltd. and a 4% NSR royalty
on the Cariboo Gold project, a 19.9% interest in Falco Resources
Ltd and a 16.4% interest in Osisko Mining Inc. Osisko is a
corporation incorporated under the laws of the Province of Québec,
with its head office is located at 1100 avenue des
Canadiens-de-Montréal, Suite 300, Montréal, Québec, H3B 2S2.
SOURCE Barkerville Gold Mines Ltd.
